Beauty and the Beast
by cartoonlove
Summary: Marc/Cliff story, continuing saga, even though eppie-wise it's discontinued, bleh. POV switches. R&R please! Rated T just to be safe. Chap. 13 now up.
1. A Fairy Tale's Beginning

Disclaimer: I unfortunately do not own any aspects of Ugly Betty, although I wish I did. Especially the wardrobe department...

**A Fairy Tale's Beginning**

From the moment I saw him,when he walked into that Valentino photo shoot wearing a white button-down shirt and pants with such an intense crease it could puncture you if you got too close, I knew something had changed. Something was different about him that I hadn't seen (or noticed) in anyone else.

I was busy shooting some emaciated blonde wearing the new Valentino yellow sundress when I heard footsteps and an enthusiastic call of "Knock knock!"

"You're late," I said bluntly, "take off your clothes." Why was it so hard for models to be on time?

"Easy sailor, buy a girl a drink first."

I looked up in surprise, "Oh, I thought you were the underwear model..."

"Oh no no no no no! I'm here to supervise this," he paused to adjust a light, burning himself in the process, "ow!...shoot. Although it is funny that you mention that because I did take a modeling class, 'cause you know, forgot about it, put it away, can always go back and get it." At this he launched into Vogue-esque poses, even going so far as to slap his behind. Too hard apparently...as he let out a small "ow."

I laughed..I had to hand it to this guy, he was funny.

"What are you laughing at?" he shot me a look.

"You uh, you slapped your own ass too hard, that's funny."

He smiled, "Oh, yeah I guess that is pretty funny."

I stuck out my hand, "Cliff St. Paul."

Taking it, and giving it one solid shake, he said, "Marc St. James, hey, we're both Saints! Is yours fake too?" he began to chuckle.

"No."

The chuckling stopped, "Mine neither."

A voice from behind us said "Does this make me look fat?" We both turned simultaneously.

Ah, Gus, good ol' Gus. Looked even better in person than I thought. Apparently, I was not alone in this observation.

"Uhhhh...I'll sign for that package." Marc sighed.

"Well please let him be dumb too, a guy like him can't have everything." I stated, matter-of-factly.

Sure enough, I was right. He put his underwear on backwards. Dumbass.

Seeing this, Marc had taken off, assuring Gus he could help him out with his he had gone, I'd gone on shooting. But Marc was at the back of my mind, he was witty, which was a nice and rare change of pace around here, not to mention he had that quirky handsomeness going on.

Man, I love my job.

...

About an hour later, I was working over the concept when I heard, "Oh my God, what you're doing here is amazing! I totally get the concept!" my pulse seemed to quicken, not by much, but enough that it was noticeable to me.

I narrowed my eyes, "You have no idea what it's about do you?"

Marc gave an exasperated sigh, "None whatsoever."

I laughed, "Rear Window."

He just looked at me.

"Alfred Hitchcock..." I prompted.

"Never seen it."

"Really? It's amazing, I love Hitchcock! What about Psycho?"

He bunched his face up in thought, had to admit, he looked adorable that way, "Um, work for one, does that count?"

Before I could answer, we were interrupted by Gus, who said something about a movie named Saw then made a reference to a seesaw.

"Wow."

"I know!" Marc said, giving another lustful sigh.

"Okay," I said, returning to the subject, "You have to go with me tomorrow night. To see Psycho at the Film Forum."

"Oh, that sounds like fun!" he replied, looking a little surprised that it even sounded like it would be.

My pulse quickened a little more, life is about risks after all, so I took it a step further. "Maybe we could, grab a beer before?"

"Uh sure, if by beer you mean appletini."

I exhaled, relieved. I had a date, with this guy, who seemed so completely opposite in every way, yet he agreed.

"Well, I have to get back to work, I'll see you."

He finger waved bye, and I smiled, turning to my camera once again.

...

I kept clenching and unclenching my fists on the way over. I had tried on at least ten different shirts, trying to look absolutely right. It's not like I had much selection either. Looking stylish, never really a top priority for me, but this date was.

The elevator ride was more of the same. Clench, unclench, clench, unclench, smooth shirt, check breath, repeat.

I heard the ding telling me was at my destination. Mode offices.

No one was really there, I heard voices coming from my left. I turned and looked, hearing the voice. That extravagant, flamboyant voice I had heard only a mere six hours prior. He was talking to some blonde woman, with an annoyingly grating voice. Apparently, they were done speaking, and turning on her heel, she walked right by me, her aura of designer perfume nearly choking me.

He was alone now. I took a deep breath, and continued walking.

"Hey." I said.

He opened his mouth as if to say hi, but didn't actually say anything as he rose from his rolling chair.

I looked down at what he was wearing, it was a striped purple suit with a matching bow tie.

"Wow, someone's all dressed up."

Marc smiled, and, running his hands over the fabric, sang out, "Oh, new cashmere!"

I gestured to my ensemble, "Old...cat....hair." Oh God. Did I say 'cat hair'??

Thankfully, we both laughed.

"So," I continued, "listen, after the movie, maybe we can go the village-"

"Oh!" he cut me off, "yeah, right, ugh, I meant to call you. I'm going to have to take a rain check on Pyscho. You are NOT going to believe this, but I asked out Gus!"

My heart dropped, "For...tonight?" Please say no.

"Yeah! And he said yes!" as if somehow doubting this, he gave a little squeal, "I'm going out with an underwear model! Are you dying? I'm dying!"

Heat flooded my face, of course. It couldn't be that easy. I took a risk, and ended up getting hurt. What else was new?

I gave a nervous laugh, "Yeah, yeah, I'm dying, I thought...we were going out..."

Marc shrugged, "Well, yeah, but Gus and I are going on a date, you and I were just gonna...." he trailed off. I'm sure my face looked like exactly what I was feeling. Hurt.

"Oh."

"No! No, 'oh'," I rushed, "It's fine, we weren't...at all."

"Cliff."

I had to get out of there, "I gotta go, have fun on your date." I turned and tried my best to do a dignified walk back to the elevator. It took every ounce of willpower I had not to break out into a mad dash.

Miraculously, I made it. I just wanted to get out of there, pretend this night never happened. I pushed the down button, and stared at my shoes as the door closed. I didn't want to look at myself in the reflection, I wouldn't like the person I saw there. Not tonight.

Suddenly I heard the doors retract, and I looked up.

"Cliff, I am so sorry."

God, just let me leave. I thought. "No, listen, it's fine, just a misunderstanding. We...never need to talk about this again." I pushed the down button again. This time the doors shut, and the last thing I saw was Marc turning away.

In those crucial seconds, I realized something. Life sucks. Big time. I took a risk, it didn't work. But this time, I wasn't going down without a fight. I'd been screwed over too many times.

I opened the doors, seeing Marc's retreating figure still. "You know, we ARE going to talk about this again." I called. He turned, surprised, and looked at me. Standing ramrod straight, in his expensive suit.

"I don't know, what planet you're from," I said as I walked toward him, "but when someone asks you out for drinks, and a movie...that's a date. And the only reason you didn't think so was because it was me."

"That's not true..." Marc said softly.

"Oh, come on! We both know that I don't have 'muscle tone' or use 'products', and for some reason I'm now doing annoying air quotes." As I did when the terms 'muscle tone' and 'products' came up.

"Stop it." he laughed, smiling.

This infuriated me, "You're such a cliche!" I yelled, though not loudly. "You and Gus? What is that? That's beauty, and...beauty! That's not a story! But 'Beauty and the Beast'? That's a fairy tale."

"I'm not dating Gus because of his looks, we had a real connection, we laugh together." Marc stated defensively.

"WE laugh together!"I pointed out, a little desperately. Why wasn't he getting it? "Let me tell you something. In twenty years, that guy candy, is gonna turn into this." I motioned to my stomach, "I just...got there a little sooner."

With that, I turned and walked to elevator again, more confidently. Pushing the button and glancing back, I saw Marc still standing there.

"You know something Marc? I thought there was more to you. It's my mistake." The elevator doors opened, and I was gone.

...

I was back in my apartment, popcorn on one side of me, remote on the another. Five to be exact. Damn tivo's. Honestly, how many remotes do you need for one television?

Placing my feet on the end table, and popping a few popcorn in my mouth, I turned on Psycho. Hell, I wasn't going to let some guy ruin my movie night was I? Of course not. I shook my head at the thought.

But, I couldn't help thinking of him anyway. He seemed so, different. I didn't know how else to explain it. My pulse quickened a bit, again. I sighed and turned my attention back to my movie.

About ten minutes in, I looked at the clock. 8:30. Marc was on his date with Gus now. Probably having a great time, I could just imagine them now. They seemed to fit, image-wise. But something was wrong, a piece of the puzzle was missing, at least that's what it felt like. I couldn't place it.

Suddenly, there was a knock at the door, a tentative kind of knock.

I was snapped out of my painful reverie, spilling about half my popcorn all over my couch.

Pausing the TV, I went to answer the door. Not to say I was all that eager to. Hitchcock and rejection'll do that to you.

Opening the door, there he was. Clad in his expensive suit, shined shoes, curly hair, and guilty expression.

"Hi." he said.

"What are you doing here?" I narrowed my eyes.

"I..." he rubbed the back of his neck, "okay, I've been out here for at least ten minutes, trying to figure out what to say, or why I'm even here. And the fact is, I still don't know. But, maybe I'm not supposed to know." He paused.

I just looked at him.

"Will you help me figure it out...Cliff?" Marc looked down sheepishly.

I did a single, inaudible chuckle to myself, and hooked my index finger under his chin, lifting his gaze to meet mine.

"Come on in, Beauty."

At this, he broke into a grin. The grin I would soon love, cherish, and miss.

That's when I realized, that's what had changed. In my mind's eye, I could see us, standing eye to eye, and I could feel it.

The puzzle piece had clicked into place. It was as if everything had come together.

I knew, in that moment, in that small second of life, that I had found something incredible. And it came in a cashmere suit.

**A/N: **I hope you enjoyed my first chapter of Marc/Cliff. Nothing is new, it's just a story of their relationship, I really enjoyed writing it, so review, let me know what you think!


	2. Night of Saints

To see the disclaimer, see Chapter One

**Night of Saints**

"So," Marc said, propping his shined-shoed feet on the end table next to mine, "...that was...interesting."

We had just finished the Hitchcock classic, which didn't seem all that terrifying to me partly because I had seen so many repeated viewings, but mostly because unlike those other times, I'd been alone. But now I had a distraction.

Thinking this, I glanced down at my right hand, intertwined with Marc's. Ever since I took his hand during the beginning credits, it remained there for the entire movie. Never moving, except during especially shocking (to him) moments, when I would hear a sharp intake of breath. I would respond by giving his hand a squeeze, and for just a second, I felt his whole body relax, his hand melting into mine with smooth, almost unnoticeable fluidity. My heart doing a little flip-flop each time. Then, as soon as it had come, his hand would stiffen back up.

"You were scared." I said knowingly, smirking.

"Uh, was not." Marc scoffed, and, turning to me, cocking his head in a Yeah-Right-You're-Wrong way.

I just smirked again, "It's a crime, honestly, that you have just now seen it for the first time. I mean, how old are you anyway?"

"Twenty-three." he answered promptly.

"Uh-huh."

"I am, why would I lie about my age?"

"Compulsive-liarism?" I guessed.

"Cliff St. Paul, I don't like your tone. Are you suggesting I look..." a brief pause, "...old?"

I laughed, "Fine, fine, FINE. I believe you."

A smug smile followed in response.

Silence followed, that kind of silence where you want whatever experience you're having to last forever and to have that feeling in you for even just a few seconds more, but you know it has to end, just not exactly how.

After a few moments, Marc looked down at our hands, then at the clock, which read 9:45, and said, "I should...probably be going."

I nodded silently as he loosened his hand and stood up, brushing out the wrinkles in his suit jacket. All good things must come to an end.

Marc watched as he crossed over to the door.

"Bye," I said, doing a small hand wave.

"See you, around." he replied, hand on the doorknob. He kept it there for a few seconds more, then, to my surprise dropped his hand and turned to look at me.

"You know," he said, "Wilhelmina has a 1:00 meeting tomorrow, and God knows how long those last, so I'm not really needed the whole day."

I nodded in a Go-On type of gesture.

He rubbed the back of his neck. Nervous again. I had to admit, I liked this power, which I somehow inexplicably held over him.

"Well, the night is young, as I always say, you wanna, I don't know, do something?" he looked down at his shoes again.

Getting up from my sitting position and making my way over to him, I said, "Actually, I would."

He continued to look at me in silence, somehow knowing there was more coming.

I put my hand on his arm, "Talk to me."

"You mean like dirty? No offense Cliff, but I'm not that type, at least not the first day."

"No," I said, chuckling, "just talking, you know? About our likes, our dislikes, yada yada yada?" Moving my hands up and down with the last three words.

"Oh, you don't want to hear about me."

"I do."

Marc sighed, "There's nothing interesting to tell, born, came out of the closet, and here I am. See? Nothing."

Crossing my arms and tilting my head defiantly, I just stared at him. He stared back. For a moment I was taken back to my grade school days when the ultimate test of manhood was being the last one to blink, if you did at all. I won every time. Ah, irony.

And even now, a sixteen-year gap between my last and my current staring contest, I still got it. Marc scowled, and begrudgingly planted himself back on the couch.

"You better keep the appletinis coming, because honey, this ain't gonna be pretty. Trust me."

I smiled again, "No problem."

...

A few appletinis and Budweisers later, I had made little headway into the person that was Marc St. James. All I knew was that his St. actually was fake, and his original name had been...Weiner.

"A gay kid named Weiner?" Marc had said earlier, "I wanted to beat myself up."

..and that his best friend was Amanda, and that he had only seen one Hitchcock film. Then again, I didn't really need him to tell me that.

"So, tell me about where you grew up." I said, leaning back into the cushions.

Taking one last sip of his drink and setting back down on the table, he answered, "Nowhere interesting."

I groaned, "Come on Marc! Why won't you tell me anything real? Anything at all?"

"Because." he said softly.

"Because why?" I demanded.

"Because." louder now.

"Why?"

"I have my reasons, okay?"

He was going to shut down, and I refused to let that happen. The saying "curiosity killed the cat" came to mind, but I'm stubborn, just another one of my many numerous faults.

"Would you mind telling me what those are?"

"No." Marc said adamantly.

"Why not?! Just tell me!" I knew this could go one of two ways, let's just hope it went the way I wanted it to.

He jerked his head, glaring at me, "Why the hell do you even want to know?"

I looked down at my clasped hands in my lap, "I just want to know the little things, you know? The things that made you who you are. I'm not asking for a whole confession of deep, dark family secrets, just the small things. Like what your favorite food is, or who was your first best friend, that's all. The only thing I'm confused about is why you're so protective of the answers, just tell me anything, please."

Marc looked down at his lap, "I can't."

I glanced over out him, "Why not?"

"Because!" he jumped up and glared at me again, "I don't want to risk spilling my soul out to someone who I don't know is even going to be there tomorrow!" he said the words so quickly I didn't comprehend it at first.

Then I did, and, standing up again, I touched his arm with one hand, then, almost automatically, it seemed so natural, up to his face. He grasped my hand at his cheek, then lifted his gaze to meet mine.

"I," speaking softly, gaze intent on his angular face and big eyes, expectant eyes. With so much hurt in them that I had never noticed before, "will be there tomorrow. And the next day, the next week, even, if that's what scares you."

"I'm," he whispered so low I could barely hear him, "a bad person. There's nothing to tell because there's nothing good."

"I don't believe that." I said firmly, hand still pressed to his cheek, which I noticed was wet.

Marc sighed, taking my hand off his cheek, but still grasping my hand, and sat down. I followed, sitting next to him, our knees touching, facing each other.

He sighed again, "I was born in Jersey, my favorite food is non-fat low calorie snack bars, and my first best friend was Amanda. My dad ran out when I was born, I consider it a good thing, even though no one else seems to."

He paused, looking at me, gaging my reaction. I just smiled, for what seemed like the millionth time tonight.

"And..." he continued, "...I've never told anyone any of that before."

I felt my heart do another flip flop, this was another surprise. I felt moisture coming in my eyes. Damn, I thought, this revelation made me so ecstatic, like as if someone had told me....well, something that would make me ecstatic.

I looked in his eyes again, and noticed something so small, so unnoticeable, that almost I missed it. He looked, happier, some, however little, of the hurt had left them. And I was suddenly aware Marc was leaning forward, looking unsteady as ever, coming closer, closer, until our noses were about a half inch away from each other.

And, before I knew it, his lips touched mine. Unsure, insecurity, I'm sure we both felt the same emotions. They were soft, hesitant. I had kissed before, but this was so different. Yet strangely the same. I felt the first wave of shock, then excitement. But this time, there was a new emotion as I kissed him back. I couldn't place it. I suddenly felt protective of him, this treasure that I was lucky enough to find.

Marc broke the kiss first, looking at me expectantly.

I just grinned, knocking his knee with mine, and said, "I still think it's a crime, not seeing Psycho until now."

He broke out into a small smile, relieved, "Well," he joked, "you can punish me all you want."

I laughed again, and sat back, my arm over his shoulders. I clicked on the TV to Bravo, and there we sat, at eleven on a weeknight, watching Project Runway with my, Cliff St. Paul's arm around Marc St. James. A brick having been taken out of the wall that surrounded him, and that, was all that mattered.

A/N: Hello readers! Thank you so much for all your wonderful reviews, this is the fastest update I've ever posted, and it's all thanks to you. I love Marc and Cliff with all my heart, and I'm really dreading Thursday's eppie. But if any of you have any suggestions, don't hesitate to review!


	3. A New Dawn

To see disclaimer, see chapter one.

**A New Dawn**

I opened my eyes in a daze, feeling somewhat hazy as I peered around at the gray walls, walls I didn't recognize in the slightest. Pounding, never ceasing, greeted me. I put a hand to my head, experiencing something I knew far too well as I worked out my location.

Hangover. Oh joy.

I groaned, angry at myself for not being able to hold a drink after a good decade's experience, and dropped my hand in defeat to the bedsheets. Instead of finding nothing, there was a lump.

A snoring lump. That was taking up a good half of the bed.

I yanked my hand back in surprise. My head snapped up, panic setting in as my eyes scanned the unfamiliar photographs, movie posters, and diplomas that decorated almost every inch of each one of the walls. It was then I remembered the night before.

I looked down at the sleeping lump.

He was still snoring away, the bottom half of his body covered by the comforter. His bearded face was smashed into a plaid pillow, a smile playing on his lips..

My breathing became unsteady, erratic as I struggled free of the tangled bedsheets, hoping against all hope that I wouldn't wake him up. In my panic I realized the weather outside the lone window, it was raining, the drops hitting the windowpane with extreme intensity.

I backed up slowly, spotting and grabbing my balled up pants slightly obscured by the sheets, which were now yanked mostly off the bed.

"Oh my God!" I hissed to myself as I pulled on and buttoned up my suit pants with trembling hands, glancing every few seconds at the blissfully unaware sleeping form only a few feet away.

I flung on my jacket in rapid speed as I exited the bedroom, grabbing my tie as I quietly shut the door behind me. I tried to ignore the TV, still muted on Bravo!, and the many empty cocktail glasses and bottles that littered the coffee table, and the floor below.

This wasn't the first time I had done this, by no means, but this was an entirely different matter.

I didn't have the option of just "disappearing", being a vague dream in someone's drunken stupor.

He knew where to find me.

"Marc St. James," I muttered to myself, trying to locate my shoes in the clutter, "dipper in company ink. Damnit!" I hissed as I found my right shoe, not seeing the left in sight.

I weaved a string of obscenities as I desperately searched for the missing piece of footwear.

Finally, after narrowly avoiding knocking over an empty Budweiser bottle, which would have caused a complete domino effect, I found the shoe's mate. I grabbed it, still muttering numerous curses and insults as I tried to scurry as quickly and quietly as I could to the exit.

I breathed a small sigh of relief when I reached the door, which was short-lived, as I realized what work would bring.

"Shit." I muttered as I closed the apartment door and made my way down the stairs, shoes in hand. "Shit. Shit. Shit. Shit. Shit. Shit. Shit. Shit..." Each one rising in volume with each step I took.

It would be hell, for sure. The ignored looks, the brushed off run-ins, the uncomfortable silences.

Of course, when I had run into one of his many one-night stands, it was always in a location where I had an escape.

The grocery store: ice cream was melting. (like I ate any. Betty would be on me like, well, her on a sandwich.)

The street: late for work, then hail a cab urgently.

One of the numerous clubs: music too loud, can't hear you.

There were many more, but those seemed to be the most frequent of occurrences.

I've avoided people at work before, but never..._those _people.

The one-night standers.

...

I wasn't exactly sure how long it had been, it felt like hours, but I wasn't quite sure of the time to begin with. The amount of stairs seemed to be limitless, how I made it up here the previous night was a mystery now.

I bit my lip, my feet now starting down another flight of stairs, cursing the lack of elevator available to this off-par building.

I thought of what would await me at work, once again, suddenly feeling sick.

Not physically, although it was part of it. It was...different. Something I couldn't place, get a hold of. I was nauseous, cold, and my palms were sweating, making my white-knuckle grasp on my shoes even harder with each step I took.

Stopping to catch my breath, I peered over the edge to see how far I had to go.

From the looks of it, I hadn't even gone half of the way.

I collapsed onto the step below me, groaning in frustration, "Stupid, stupid, stupid!" I muttered under my breath, massaging my pounding temples. Stupid didn't even come _close _to describing me right now. Not only did I completely jeopardize my somewhat bearable work environment, but I did it with someone who wasn't even my type. Who I didn't know for even twenty-four hours, but who knew more about me than others. Others who had known me, or what they thought as me, for twenty-six years.

Er, twenty-three.

Groaning again and standing up, taking another step, I thought of Cliff.

His lighthearted banter that matched mine in so many ways, but at the same time, was much more easygoing. That, for the first time in a long time, made me feel like I wasn't walking on eggshells. I thought of the many jokes we'd exchanged, some at my expense, some at his. Most of them aimed at the designers on Project Runway, but still.

And then, another memory surfaced.

The one of Cliff, his face twisted up in hurt and disappointment that night. How embarrassment was evident in every feature.

Then, the smile that had spread wide across his scruffy features when I showed up later. Choosing him over Gus.

"Beast" over "Beauty".

Maybe it didn't have to be this way. It didn't have to be awkward, uncomfortable. It didn't have to be a continuing game of "I Couldn't Care Less". Right here, right now, I didn't have to be "that guy", that guy who's gone at the first streak of sunlight.

I didn't have to be. I didn't want to be.

I stopped dead in my tracks.

I wasn't going to be. Not anymore.

Turning around so fast my feet nearly slid off the steps, I looked up over the railing, spying how many flights were above me. There were about seven.

And then, I was running.

...

I wasn't aware of how fast I had run, or how much time I had wasted, but I was there. Standing in front of the door with slightly chipped green paint, which hadn't shut all the way like I'd previously thought.

Trying to keep my panting under control, my throat felt like it was on fire, I struggled to take a deep breath as I tentatively touched the doorknob, my fingers slowly curving around the lopsided shape.

I pushed it open slowly, seeing the living room still undisturbed, Bravo! still playing mutely.

Swallowing, I started walking, my footsteps seeming to echo back to me against the walls of the cozy room. Before I knew it, I was face to face with the bedroom door, slightly ajar.

I made another attempt to take a deep breath, it coming in shaky and not nearly as much oxygen as I needed, before slowly pushing on the frame.

It opened easily, inching open to reveal the still-sleeping from beneath the heap of sheets.

Sighing with relief, I placed my shoes softly on the floor before taking off my jacket, which I hadn't even noticed was one-button off.

I bit my lip as I lifted the sheet off the floor, and slid into the bed, willing it not to creak.

Smiling inwardly to myself, I laid my head down on the pillow in contentment. Just then, the form moved, stretching and yawning, before turning over, his eyes resting on me.

"Hi." I answered, smiling bashfully.

A smile spread across his face in response, "Hi." Cliff breathed.

It was then I glanced over at the window at the view outside. It was no longer raining, but instead, the sun was slowly filtering through the clouds. Slowly, it would increase in warmth.

Making the raindrops disappear.

...

A/N: Hi all! I had this overpowering urge to write a new chapter to this story, so here it is! And I know that this storyline is pretty much discontinued eppie-wise (boo!), but I still hope you'll keep reading, because I really enjoy the MarcCliff storyline, as short-lived as it was. Anyway, don't hesitate to review!!!!!!!!!!!!


	4. Serendipity

To see disclaimer, see chapter one.

**Serendipity**

"I'm telling you, you haven't lived until you've seen _Vertigo_." I said as someone slammed into my right side. Marc and I were making our way through the hustle and bustle that was New York. It was a rare event, being together in the sunlight. With completely conflicting schedules (actually, just Marc's unpredictable one), we had only ever seen each other during the night or not at all. This was our first conversation in a few days since...since that morning.

Marc groaned, "Honestly, Cliff, did you have a life before me?"

"Don't flatter yourself."

"I happen to be completely serious." he replied, perfectly mimicking an offended expression.

I smiled, "Just because I have a love of movies that were made before 1970 doesn't mean I don't have a life."

"I'm sure." he replied as the sunlight streamed across our faces.

"I'm sorry, I just don't particularly enjoy squeezing myself into a suit to mingle with people who probably spend more time, I don't know, gazing upon their perfection in the mirror than actually breathing."

We turned onto Fifth Avenue, weaving in and out between the late afternoon foot traffic and the numerous street vendors peppering the sides of the sidewalks.

"Cliff," Marc said, "that's why I got you the girdle, remember?"

Turning my head, I narrowed my eyes at him.

"What?" he asked innocently.

I shook my head, "It's nothing. You wanna grab an early dinner or something, before the movie?"

Somehow, I had agreed to see a showing of a mystery movie Marc had picked. He had ignored my questions as to what it was, which made me incredibly nervous for my first evening off in three weeks.

Marc nodded, "Sure, but can we go to Del Rio's?"

"Oh no, you picked the movie, I pick the restaurant." I replied as we came to a corner stoplight.

"But Cliff, your choices always have lot of..." he waved his hands, grimacing.

"...fat? Calories? _Food?_" I finished for him.

He lowered his hands, "You know that's not what I meant."

I smiled innocently at him as the light changed.

"So what place is it?" he asked.

I shook my head, still smiling, "It's a surprise, follow me." I said, taking his hand as we crossed the street.

...

We stood in front of the hidden eating establishment for a few moments hands still intertwined, gazing upon its sheer size alone.

"What is this place?" Marc asked, a little timidly, even though the name was right in front of his face.

I laughed, squeezing his hand, "Come on."

We squeezed our way through the door, barely fitting due to the size of the line waiting at the front counter.

As we waited for what seemed like a great deal of time in silence, I turned to Marc, feeling the need to explain my reasoning for selecting the place, "I come here all the time, even though the space is extremely limited, and the food is much too expensive to my salary, it's my place, you know?"

"What makes it so special?" he asked, not a hint of sarcasm or an edge, it was a genuine question.

I bit my lip, looking at the ceiling for a few moments as I contemplated my answer. Turning my attention back to him, I was somewhat caught off guard by his expression. I couldn't quite place what exactly it was.

"Well," I said, looking away again, "I originally came in because the name intrigued me. _Serendipity_. It means when something great is discovered, while looking for something else entirely. It just spoke to me, you know? That something great can occur when you least expect it."

Biting my lip again, I turned my face back to him. Instead of seeing a confused and somewhat amused face, he was staring intently at me. His dark chocolate-brown eyes locked on mine for what seemed like hours.

"Next!" a voice yelled, startling us out of our silent reverie. I had had no idea we were so close to the front of the line.

We ordered, Marc with some prompting from me to actually order food, and finally found a table towards the back of the restaurant after what seemed like days of searching.

Sitting down and unwrapping my hot dog, one of Serendipity's specialties, I continued to look at my date with curiosity, unable to shake the nagging feeling that I couldn't place it.

He was concentrating extremely hard on his _Pasta Salad du Jour_, eyes down, stabbing each individual ringlet of pasta with the utmost care.

After minutes of silence, I set my hot dog down on its wrapper, and glared at him.

"What is your problem?" I demanded.

Marc looked up, mid-chew, "What?"

"What?" I replied, incredulous, "You haven't spoken a word to me since we walked in here, what's the matter with you?"

He shook his head, and looked down again, "Nothing's wrong, I just...don't feel like talking right now, okay?"

"Marc," I said, reaching out and lifting his chin with my index finger, "you _always _feel like talking. Did I do something?"

He shook his head again, "No, not you. Well, not you exactly..."

"Then what?"

Marc looked up at me again, his eyes locked on mine, "Tell me the meaning of serendipity again."

"Why?" I asked, truly confused.

Biting his lip, Marc said, "Just do it, please."

I took a deep breath, "Finding something fortunate, when looking for something else entirely." I stated, looking at him still.

Setting down his fork and rubbing his neck, he broke his gaze, "I...Cliff, when I was...looking for...Gus...I...I...found you."

I was stunned, I had missed the most obvious point of my story, and it's relation to my life. My attention to details had obviously slipped. I sat there in silence, my eyes trained on him still, still amazed at the coincidence. No, not coincidence, it had to be something else, something...

"Cliff?" Marc interrupted my silent contemplation softly, as he laid an uncertain hand on top of mine.

I looked up at him, smiling as I had when I'd woken up that one, crucial morning, expecting him to be gone, not a trace of him left. But he had been there, right next to me, just as I'd hoped.

"You did, I'm...I'm glad, you did, Marc."

Marc bit his lip again, and smiled a big, toothy grin. HIS grin, that I already loved so much. I didn't think everything, even the flaws of one person, could still be so adorable.

Without thinking, I leaned over the table, capturing his unaware lips in a kiss.

Realizing what I had done, I began to pull away, but to my surprise, I felt him pull back, his lips responding to mine as my heart gave a little leap of joy.

...We didn't make the movie that night.

A/N: Hello readers! I figures that since Ugly Betty is on hiatus I'd use that time to write this before the storyline is forgotten about completely. I hope that even though they aren't together everyone will still read, because I absolutely LOVE writing this story. So, please click that little button and review! Thanks a bunch!


	5. Realize Part I

To see disclaimer, see chapter one.

**Realize**

**Part I**

A few weeks later, I sat perfectly perched in the rolling chair behind my desk, trying with all my might to focus on the new schedule that had just been memo-ed to everyone in the office regarding the new Vera Wang photoshoot. Even though mostly everyone that I could see went home, I decided not to in favor of having something to distract me. But my mind kept wandering for minutes at a time without my having realized it, I would just catch myself staring out the wide window next to my desk, all the stars shining seemed so much more...interesting than I had previously thought, or noticed, rather.

Then again, they were probably just streetlights.

Another distraction was that the word _Serendipity _just kept popping up in different places. Ever since that night a few weeks prior, it had been. At my apartment, in the magazines, _everywhere._

What was happening to me?

I shook my head, pushing away the thoughts lest I get distracted again, and narrowed my eyes at the schedule laid across the clear pane of glass of my desk as I pursed my lips in frustration, tapping my pencil against the surface rapidly.

"Marc? Marc? Hello??"

I looked up and found a pair of brown eyes surrounded by a pair of red-rimmed glasses.

Betty, in all her glory. Clad in a tropical-patterned blouse and striped skirt, bright blue leggings present as always.

I grimaced, "What do you want Suarez? I'm kinda busy here." I said, gesturing to the sheet.

Betty glanced down, pursing her lips, "Marc, that schedule's from two months ago. This," she said, pulling out a piece of paper from her (hideous, dear Jesus) bag, handing it to me, "is the recent one."

Looking down, I saw she was right. The date read Febuary second. God, how could I have gotten the date wrong?

"Um, yeah...What are you doing here, anyway?" I snapped, getting the subject (somewhat) off of me.

Unphased, she replied, "I've been worried about you, actually. You seem a little...out of it, I guess."

"Psh, out of it? No! Why would you think that?"

Betty pursed her lips again, and pointed a finger at my shirt timidly.

I looked down and saw I had missed three buttons, my shirt fastened haphazardly across my chest. Damnit, what was wrong with me?

Rubbing my temple with a hand, I looked back up at her in silence.

She smiled, God, those braces were obnoxious, "Marc, yesterday you didn't even realize that not only your shirt was on backwards, but also that you had ripped your pants around lunch. It's kinda obvious something's wrong, or just, different, at least."

I ripped my pants? Oh God, what else did I forget? A part of me wanted to ask, an even bigger part had no intention of _ever_ finding out.

"I...I what?"

"Nobody really noticed, they were too distracted by your choice of underwear. You know," she paused to chuckle, "I never would have pegged you for a Tweetie fan."

I glared at her, already feeling the heat rising up in my cheeks, which was starting to become a common occurrence lately.

"Look," Betty continued, waving her former comment away with a flick of her hand, "something's off, okay? Are you alright?"

I looked around, suddenly tired of lying to people, which was a completely new experience for me. Shocker.

Resting my head in my hands, I said, "Not that it's any of your business, but I just don't know, Betty. I swear I'm losing my mind! I mean," I looked up at her, gesturing to my mismatched length of my shirt as I did so, "_look_ at me! This isn't me, I don't know what's going on anymore, I feel like I'm in a dream, or something."

"Or on a cloud..." she said softly.

"Pardon?"

"Like, you feel like you're on a cloud, right?"

I wasn't sure what to say, because she was, in fact, right. Again. I hoped this wasn't a permanent state of being now. "I...yeah, actually, how did you know?"

Betty smiled another metal-filled grin, "That's how I felt with Henry, Marc."

I contemplated this for a second, then realized something, "Oh, no. Don't go comparing me to your little...", here I proceeded to wave my hands, "romance with accounting man. Please."

"All I'm saying," she continued, completely unaffected, "is that all the signs are there, you know? You're completely giddy all the time, forgetful, daydreaming every second, and oblivious. When you don't even notice how you got dressed, it's usually guaranteed that, well, love is there."

Somehow I didn't think Betty Suarez was the best person to talk to in the area of fashion, I went to prove this as I waved my right hand at her, referring to her ensemble.

"What?"

"Nothing," I said, "I'm just saying, do _you _notice how you get dressed at all?"

Betty made a face, "_Anyway_, I've seen you with Cliff, you're in love, and there's no point in denying it. You deserve someone who's not all sharp edges, or washboard abs. In fact, I think you're perfect for each other."

And then, without warning, she hoisted her bedazzled embarassment of a bag over her left shoulder as she smiled at me again, and strode down the hall to the hallway. Her heels clacking as she went.

I held my head in my hands again.

...

A/N: Hey readers! I know this was kind of a short chapter, but there's a part two coming, I swear! Keep reviewing!! Thanks so much for all your support!


	6. Realize Part II

To see disclaimer, see chapter one.

**Realize**

**Part II**

It never ceased to amaze me. Just when the world did everything in its power to make your life a living hell, it does a complete one-eighty and gives you something so wonderful, so beyond even your wildest dreams, that you have no idea what to do once it falls in your lap.

You keep expecting, waiting. Waiting for the world to realize its dreadful mistake and immediately correct it, ripping away that small shred of happiness it hadn't even technically allowed in the first place.

That was the thing about happiness, really. It could never last. It's always tainted, sadness, betrayal, and the like.

Something, something had to be wrong. It's the universe worked right?

Right?

I found myself pondering this irritating and persistent question as the cab wound its way through the brightly lit New York streets a few hours later after my impromptu conversation with Betty.

What was the point of love, anyway? It was just this huge facade people fooled themselves into believing exists, just so they can exercise their power to emotionally possess another human being.

That was my personal philosophy, it had worked, it was foolproof, or at least it used to be. Get what I want, get out. No strings attached.

I had let my guard down, and now I was suffering the consequences. I had been entangled with another human being, and not just any human. A man. A man who seemed to permeate every aspect of my life, suddenly.

Days passes without my having noticed, I found myself grasping for my phone as it chimed, hoping it was him, daydreaming for hours at a time.

I had to stop it, before it got any worse. Actually, I didn't see how it could from this point.

"116th and Broadway." A voice said, snapping my out of my reverie.

"Okay, thanks." I replied, handing him a fifty and opening the door in one simultaneous motion. I hated cabs, festering with germs and God knows what else. But this was urgent. My very life was at stake.

Luckily, a woman with a pint-sized chihuahua was exiting the big glass doors to Cliff's apartment just as I approached them, so I didn't have to buzz him.

I climbed the familiar stairs slowly, trying to sort out my erratic thoughts, however long I took doing this, it obviously wasn't enough, as before I knew it I was standing in front of the green door.

I took a few moments to take it in. The paint was chipped, the number hanging by one last nail, just one bump could make it fall, if someone decided to.

I raised my hand, giving it three clear knocks, and bit my lip as I heard movement approaching on the other side. The lock unlatching, and the door opening.

And there he was, standing with an ever-present slouch in his NYU Film School sweatshirt and jeans, his scruffy face lighting up, his eyes literally sparkling when he saw it was me. My throat seemed to close just slightly.

"Hey." he said, "I was just about to call you. What's up?" Cliff gestured for me to come in.

I stepped into the apartment, already so familiar to me, the beer bottle present on the end table, countless photos and cameras strewn about in the most bizarre of places.

"Um," I pushed my hands down into the pockets of my jacket, "I need to talk to you."

Cliff sat on the sofa, turning off the TV, looking back at me, "About what?" he said.

Stalling, I bit my lip and looked around as I sat down next to him, noting the Nikon atop the refrigerator. "I...Cliff, this isn't-"

He held up a hand, "Look," he said, cutting me off, "Let me just say, that I have a pretty good idea as to where this conversation is headed."

I kept silent, saying nothing.

Cliff sat up straighter, folding and unfolding his hands in his lap, "I know, I'm definitely not your type. Actually, I'm surprised we lasted this long."

"Cliff..." I said. It hurt to hear him say it in that way, as if we had an expiration date. But we did, I knew that from the start. Then why did it hurt so goddamn much?

"Let me finish. I know this," he motioned between us, "is a new thing for you. You don't do relationships, I knew that. I still know that. But know this, Marc St. James. You annoy the living _shit_ out of me."

I opened my mouth in surprise.

"You, you care to much what people think, you care way too much about your appearance, and you have the absolute worst taste in movies of anyone I've ever met."

My mouth still hung agape.

"But," Cliff continued, "despite that, despite all of that, I still find myself laughing at your jokes days after you've made them. I find myself actually pausing at the teenage movie section at Blockbuster now. I now know the difference between Armani and Gucci, and whenever I hear the name Marc, my heart skips a beat."

A moment of silence passed between us, it seemed like hours.

Cliff looked down again, fiddling with his fingers. And I wondered, watching him do this, why I was so afraid. Afraid of this one person, who had all of me, every single part, and he didn't even know it. I didn't even know it until this precise moment. All I had to was to say those words, those words that said everything I was feeling, and that made me want to bolt. Another part of me warned me that this man was a gift I couldn't possibly keep.

I had to admit, the rest of me was so tempted to listen, to wait for the universe to correct itself, to snatch that happiness away.

It didn't mean I had to give it up voluntarily. If I was going down, I was going to fight. I was so sick of giving in. I loved him. It wasn't a joke, a facade. It was real. I was absurd for ignoring it. The flutter in my heart every time I saw him, his name on my phone, and my annoyance at anyone he talked to in front of me.

I loved him. And I had to prove it. Now, when it mattered.

"Cliff," I said, barely breathing.

"What?" he said, looking up begrudgingly.

I swallowed and took a breath, "I love you."

There was silence. It roared in my ears as I kept my eyes locked on his face.

"You, you do?" he said incredulously.

I couldn't speak anymore, so I just nodded in response.

Cliff smiled a grin that seemed to go to each end of his face, his eyes becoming misty. "Wow." he said, sitting back against the sofa. And then I knew. I could keep this gift, I would fight for him.

"Yeah," I said, sitting back also, unsure of what to do next.

Cliff bit his lip and looked over at me, "So, you're a Tweetie fan?" he smiled innocently at me.

My eyes widened at him in embarrassment, then narrowed as the things clicked into place.

I was going to kill Betty.

...

A/N: Oh snap! Haha, hey readers! I was so filled with inspiration today that I just HAD to write another chapter, and I hope you like it. Also it was in celebration of Ugly Betty being renewed for a fourth season! I swear, it's true. Anyway, I'd be so grateful if you'd hit that little button and leave me a review to let me know what you think!


	7. The Limit

To see disclaimer, see chapter one.

**The Limit**

I got dressed differently that morning, for two reasons. One was that my hands were shaking so bad I could barely button up my jeans, and the other was despite that nervousness, I could feel an eerie confident bravado building in my chest, swelling and growing by the minute.

I was going to ask Marc to move in.

Months ago, this thought would have made me cringe. Someone else in my apartment, messing with my specifically ordered movies (by category, then alphabetically), and, worst of all, _there._

I hadn't lived with anyone else in years, and the just having the idea come into my head was a triumph of it's own. But it just felt, right. He was there most of the time anyway, and when I asked him why exactly that was, why he felt more comfortable on my decade-old plaid sofa than on his sleek black one in his apartment.

He simply said in response to this, "Plaid is the new black." and smiled that little-boy smile, his hair tousled, so unlike him.

I grinned at the memory and I checked myself out in the bathroom mirror, repeatedly tugging the blue fabric, arranging it just so as to not look like an utter slob. Oh, how I resented caring what people thought, when normally I was passed up, looked over, as no one ever thought much about me to begin with, I was certain.

But for once, I had someone to look nice for.

In fact, I kind of enjoyed dressing up now, not that I was going to tell Marc that. Ever since I shaved and (begrudgingly) squeezed myself into the only suit I owned, to show up at one the wedding of Wilhelmina and Bradford Meade, seeing his incredulous expression at my appearance made it all worth it.

However, it was my little secret. If he knew, I'd be shuttled to one party after another, forced to mingle with people I disliked, when in all reality my idea of a good time was just watching a movie with him, feeling cozy, safe.

Finally, after straightening my shirt for the umpteenth time, I walked down the stoop of my apartment complex and hailed a cab.

After giving the address of Mode to the somewhat bored and disgruntled driver, his eyes narrowing at me after realizing the location was across town, I settled back into the worn leather seat, letting my mind wander on the way over as images of spring passed by the windows.

Oddly enough, I wasn't stressing. Over anything, what I would say, what he would say, it all didn't matter. At least, not at this point. The act of just asking was such a big step, and honestly, I felt I could handle anything Marc said. He was full of surprises, but nothing he did really surprised me anymore. And that's saying something.

...

I walked up to Marc's desk, seeing him frantically messing with a great deal of papers, his hair a mess. At work. In front of people. Which should have been a red flag, a fairly large one.

"Hey there sexay," I said, popping my head over his computer.

He smiled, putting down the papers, "Hey Big-Tiny!"

I sighed, "Can you _please _work on a better nickname for me?"

"What? It's cute!" he cooed, putting his hands together, interlocking the fingers, "So, after work, let's meet at Prune, because if I don't get a parsley and dandelion salad I swear to BarbaraI'm going to throw a fit with the fury of a thousand queens." He smiled as he said the last two words.

_Well, it's now or never_, I thought.

"Move in with me." Blunt, but it got the point across.

"What-what did you say?" Marc asked, shocked as he moved his hands frantically over the keyboard of the computer.

"Move. In. With. Me." I said slowly, enunciating each word. Marc still had the expression of being shell-shocked, so I continued. "I mean, we spend _all _our time together anyway and it makes sense."

He sat back in his rolling chair, crossing his arms, "Um, hmm, I think we need to talk about that, because this deserves further discussion." His eyes were closing as he was saying this, a dead giveaway he was scared shitless. He did a nervous laugh as we stared at each other for a few seconds.

"Marc!" a shrill voice called out. Wilhelmina.

Marc snapped back into assisstant mode as he frantically grabbed multiple orange folders while calling out, "Coming Willie! God, this day could not get any crazier!" He laughed, "Busy busy busy busy busy, oh there's just so much to do!" Getting up, he started to back toward Wilhelmina's office, a flower vase in his right hand, " In fact, I don't think I can even _do _dinner tonight, um, we'll-we'll talk later, or tomorrow," he bumped into the wall as he said this, "and um, okay!"

With that, he quickly disappeared into the office. I'd been expecting that type of reaction, but it still hurt. I bit my lip, shaking my head in disappointment.

Saved by the bell indeed...

...

What I hadn't been expecting, although I should have, was that Marc would go M.I.A. It was only about three days, but it felt like weeks. No phone call, no text, no nothing.

_He needs space,_ I reasoned with myself. I knew for Marc, something like this would be such a big step. But I realized during that amount of time that I'd never _not _seen him for more than a day or two. And as that time went on, my anger grew, as irrational as it was.

Finally, I realized I'd have to confront him in person. So once again, I took a cab down to Meade Publications Offices that Friday.

Waiting by his empty desk, I fiddled with my hands, my mood caught somewhere between pissed off and scared to death.

It was lunch hour, which meant everyone was off to God knows where not eating. So when I heard footsteps approach to my turned back, then abruptly stop and double back, I knew who it was instantly.

I turned around, Bingo.

"Marc," I said, he stopped and faced me, the look of a child who was just discovered stealing from the cookie jar on his face, before morphing it into an expression of surprise.

"Hey!" he said, an octave too high, "I didn't see you there!"

My anger flamed instantly. I loved this man, and he loves me, I know it. But for God's sake, this was _not _how people in love were supposed to act.

"Marc," I said as I approached him, " I asked you a really important question, and then you-you don't call me back for _three days_?"

"I-I'm so sorry," he said, placing a hand on my shoulder, "it has just been _nonstop_ around here." He patted my chest with his fist on both syllables. "What with the-the blackmailing and the backstabbing and going on Pink Berry runs I've barely had the time to take the curlers out of my hair!" He fake-gasped, running his fingers through his hair, "Is one still back there?"

I took his arm down, looking in his eyes. "Why is the _idea_ of moving in with me so hard?"

Marc bit his lip, "It's, it's just _BIG_. It's like signing for a kid, you know? I mean, how do you know it's the right time? Or what kind to get? I mean do you get Russian, Chinese, or stay local and do something South American? _AND _what if you're wrong and it clashes with your furniture? I-"

"Marc," I said, cutting him off. The embarrassment was almost too much to bear at this point. "You gave me your answer."

And with that, I walked away. I don't know why I didn't expect this, I guess Marc could still surprise me. Who knew?

...

After a few hours sitting alone in my apartment, my loneliness even more apparent by the sheer quiet of the place as I read over my photography notes for the shoot the next day. But my mind kept wandering to the coulda-should-woulda philosophy. I could have done so much different, maybe not even asked at all, then he would still be here. On the couch, groaning about how much basic cable bites and "Cliff, why don't you have Showtime? _Everybody_ has Showtime."

But instead, here I am, alone again, shades drawn with a bowl of chips to comfort me.

Then, there was a quick noise, so quiet I barely heard it. It was a chiming sound, coming from my cell phone on the kitchen counter. I knew what it meant.

Message overload.

I bit my lip as I walked to the counter, my heartbeat somewhat accelerating as I flipped it open, calling my voice mail.

"You have twenty-seven messages." the automatic voice said. "Message one."

There was a beep, and I heard a small sigh on the other end, "_Hey Cliff, it's Marc.._."

...

A/N: Hey readers! I hope you liked this chapter, because I found the scenes for the episode on Youtube, so everything is accurate. Ever since the Ugly Betty finale on Thursday I've just been itching to write some UB. So maybe there will be another UB story in the near future, that is, if my new job doesn't completely take up my time, blah. Anyway, let me know what you think by clicking that little review button, thank you soooo much!


	8. Messages

I own nothing.

**Messages**

I had listened to each individual message. Twice. The beat of my heart picking up each time.

The first few started out the same way, more or less.

...

"_Hey Cliff, it's Marc. I...I'm sorry, it's just that... Fuck-"_

"_Cliff, listen, I know I was...Ugh"_

"_Big-Tiny, I'm really, really-shit..."_

_..._

Most of them were like that, actually. Beginning with my name, or nickname, and ending in an obscenity. Which would have been kind of funny, if I hadn't remembered the situation that the messages were being left for.

It was the last voice mail that got to me, though. When I heard it begin, I knew it was different than the earlier messages. It had been left some ten minutes after the one before it, which explained why it seemed more put-together than the previous ones.

...

There was a sigh, and it began,

"_Cliff, listen to me. I don't blame you for not returning my calls, I doubt you're even hearing this now, after seeing it was me who left this. But if by some chance you are, I want you to hear what I need to say."_

There was a pause, which I figured at that moment he was running a hand through his hair.

Marc always did that when he was nervous.

"_I love you, you know. I didn't avoid you for three days because the idea of moving in with you was so hard. It was the fact that moving in with _anyone _was hard. I haven't lived with another person in years, Cliff. And you, and I can't believe I'm actually saying this, are my first real relationship. Normally, I wouldn't dare let you repeat that. But I don't care. Tell anyone. Just, please, talk to me. I know I was wrong, I should have told you upfront what I thought. But, I was scared. That's all I can say. If, by some chance, you hear this, and actually want to see me again, I'll be at Betty's party at her apartment, just, please..."_

There was another pause, in which I hear another sigh.

"_--talk to me."_

I shut my phone, sighing as I did so. I wanted an apology, expected it even, but I'd never thought I'd actually get one. Let alone twenty-seven.

Even though I understood where he was coming from, it still hurt me, as irrational as I knew it was, to know moving in with me terrified Marc so badly. I know I shouldn't take it personally, really, but it was extremely difficult not to.

But then I saw him, in my mind's-eye, frantically dialing my number over and over again, hoping that each time it rang, it would be the last ring before I picked up. Wanting to hear what he had to say, wanting to talk to him.

Then it hit me, it had been hard for me to ask him, but did I even consider, for a moment, how difficult it would be for him to accept? I had made progress in terms of letting him trust me, making him show me his faults, but it didn't mean that moving in with me would be easy for him.

I should have known. He even told me, after weeks of persistent nagging, why it was that he had never had a serious relationship before me, a few weeks before.

...

We had been lying in bed one night, my arms enclosing Marc's shoulders, as he laid curled up against my chest, clutching the bedsheets to him. His head was tucked under my chin, his curly hair slightly tickling.

"Marc," I said softly, looking down as a moonbeam filtered across his face, illuminating his profile.

"Hmm?" he said drowsily.

"Why is it," I asked, running my hand up and down his arm that lay across me, "that I'm you're first relationship?"

Marc yawned, "Don't flatter yourself, my first relationship was with Barbara Streisand."

"Very funny, but...I'd still like to know."

He looked up at me, his eyes narrowing, "Is it really important how this blessed miracle came to be?"

I smiled tentatively, "I say it does."

Marc sighed, probably too tired to argue, "Everyone else left, you stuck with me. You know who I am, what I can deal with, and what I can't."

I took in a deep breath, "That's all?"

He shrugged, "It's all I need."

I smiled as I leaned in, and kissed him. I felt his hand on my neck, pressing into it, keeping me there for a few moments, before pulling away and snuggling back down onto my chest.

There was a silence that followed. A silence, that, as we laid there, swaddled in my comforter on a normal Tuesday night, the moonlight cascaded over us, enveloping us. A seemingly normal Tuesday, but to me, it would always be special.

...

I knew then that I hadn't been the victim in all of this, if anything, I'd inflicted far more pain on the person I loved than I'd ever realized at the time. I wasn't completely to blame, but I wasn't innocent in the situation either.

Looking at my watch, it read that Betty's party was about an hour underway. If I hurried, I could get there in ten minutes flat.

I smiled to myself as I walked to my door, sliding my phone in my sweatshirt pocket.

...

When I arrived at Betty's building, I realized I had severely misinterpreted the meaning of the word "party" that Marc had used. Instead of a rational twenty to thirty people range, there were easily a hundred and fifty spilling out of the complex, and when I looked up, at least twenty on the fire escape alone.

I began to sift my way through the crowd, sliding and maneuvering between numerous models and countless sleaze balls hanging onto said models. Before finally realizing that at the rate I was going, I wasn't going to find Marc anytime soon.

So I broke a major rule that was followed but not really known to everyone, and that was not elbowing the hell out of everyone in your path.

Worked like a charm.

Mostly everyone at the party were used to being treated like royalty, and to have someone who looked like me completely intrude on their personal space, was quite a big shock to them.

Which was a fairly large advantage to me, hence my speed in making my way through the crowd increased tenfold. And within a matter of minutes I had made my way up the few flights of stairs to Betty's apartment, assuming she would know Marc's whereabouts.

However, instead of Betty, I came upon the person I was in search of.

I was so relieved to find him, to see him. Afraid that in the few hours that we'd had no contact he would change, mutate beyond my recognition of him, that I would lose him.

But I didn't, and he was right in front of me. He was all in black, a color that despite his belief, made him look horrible. Too washed out.

I saw him before he saw me, "Marc!" I called out.

He jumped slightly, which didn't escape my notice, but I was entirely too happy to see him that, at that moment, I didn't care.

Marc straightened his posture, at my approach, "Cliff! What are you doing here?"

I laughed at his behavior, "I got your twenty messages."

"Oh."

I sighed as I touched his arm, "Sweetie, I'm sorry. I...I should have known that asking you to move in, would...would cause a meltdown. And you're...you're a neurotic _mess_, and I _love_ that about you-"

I was cut off by the entrance of a man exiting the room behind Marc, he cleared his throat as he passed, glancing quickly up at us before exiting the hallway.

"Look," I continued, hardly phased by the interruption, "all that matters, is that we love each other."

I gave a nervous chuckle, hanging my head, waiting out the silence that followed my statement. A silence that was far too long for my liking.

I heard Marc take a sharp intake of breath, "Marry me." he blurted.

Raising my head, I asked in disbelief, "What?" I was truly convinced I had heard him wrong.

Suddenly, Marc pulled me into his arms, "Marry me, Cliff," he said, his voice shaking, "I want to be with you forever."

I was so shocked by this, so my only reaction was to say nothing at all, only smile like an idiot as my heart threatened to explode out of my chest.

The feeling was unexplainable. I suddenly realized why people cry when they're so unattainably happy, that they truly believe they couldn't be any happier.

The surprise of it was something else. People say when they're proposed to, it was unexpected. I thought they were lying, trying to make the proposal sound all that more accomplished in the numerous re-tellings. I figured they would have had to have some inkling of the event that was about to take place. But, I guess I stood corrected on that point.

And, it wouldn't be the first time I would be wrong.

...

A/N: Hey everyone! I finally updated Marc and Cliff, because after finally beginning a Getty story (speaking of which, "You Found Me", please review!) I was a bit busy trying to keep up with demand, haha. Anyway, this story is NOT over, this isn't the end of it. So, with that aside, I REALLY hope you all liked this, well, the writing, not the actual plot, because it's so incredibly sad. Anyway, please review! And thanks!!!!


	9. The Morning After

I own nothing.

**The Morning After**

Licking the cream off yet another Oreo as I sat in my apartment the next morning, clad in my Armani pajamas, I assessed my situation again. For what felt like the millionth time.

I had _never _felt this guilty in my entire life. Ever.

Not even when I planted photo shopped pictures of a naked Brad Pitt in Jimmy Sherwood's locker in the eighth grade on locker-check day.

That was different though. The jock had it coming.

Not much reason to feel remorse. Getting even was my motivation for that.

But, as I sat there on my sleek black couch at ten a.m., a realization hit me. That's exactly why I did...what I did.

Revenge.

Revenge for getting too close to me. For getting to know me entirely too well. For pushing me to my limit, when I thought I had done away with them, until it was when I'd already crossed it that I'd noticed it was even there.

And I hated him for that. I hated that he made me feel different, unlike myself. I hated that he took up the challenge to be with me, and it worked.

But most of all, I hated that I loved him. In spite of his faults. And that he loved me in spite of mine.

That night, it was all such a blur. I had been so terrified, more so than I'd ever been in my entire life. So afraid that I'd lost the one great thing I'd managed to hold on to. And so, in a moment of reckless impulse, I had tried to prove myself capable of finding something equally as meaningful.

Instead, I'd found just another one-night stand. Another notch in my bedpost. Too small even to be noticed in the grand scheme of things. Which wasn't surprising in the least.

I felt my eyes prick at the memory as I looked down, noticing for the first time that the Oreo Double-Stuf, that I had bought spur of the moment on the way home the night before, was three-and-a-half sleeves short of the four.

Groaning in frustration, I stuffed the last cookie in my mouth, chewing furiously while Tori and Dean played soundlessly on the television in front of me.

I never ate carbs, ever. Or watched basic cable. But suddenly, I couldn't get enough.

It was as if I was making up for the past twenty-three years of my life, indulging in everything I had denied myself.

...Twenty-six.

And here I was, no more mature than I was at sixteen, when I moved to the city with nothing on me except a yellow cardigan and an acceptance letter from Meade Publications. It was the one time I had a fake identification card that said I was older than I was.

Ten years later, and I was still playing these games, wanting with all my might for them to go on forever, and wishing to Hell that they would stop.

I couldn't remember the guy's face anymore, the one-night stander. I wasn't sure if I even saw it to begin with, because all I could see...was Cliff.

He was all I could ever see anymore.

I swallowed, wiping the crumbs from my pajama bottoms, the scenes replaying again and again through my mind, as though they were on a loop.

When he and I first met, when we first kissed, when we first...

I blushed at the memory.

Our first fight, which was the first time I had seen hurt and disappointment in his eyes, that were looking at me.

I knew I should tell him, I wanted to, so badly. But I was even more inclined to not tell him. When I first saw that look in his eyes, it cut me like nothing else I'd ever experienced, though we barely knew each other at the time. But I knew then, even more so now, that I never wanted to see that look in his brown eyes again.

What I didn't want to do, was let him down again. I had done so so many times already, and this one _stupid _mistake was going to be the straw that broke the camel's back. I was sure of it.

With this thought, I laid down on my side, letting the tears fall freely as I clutched my sides, trying to keep myself together.

The images in my head intensified as the images floating by on the television blurred beyond all recognition in front of my eyes.

How could I have done this? All my life I've wanted something good, something great, that I knew the second I had it in my possession I would instantly know to hold on to it with all my might.

But I didn't.

I just keep pushing and pushing it away, until finally, one day, it'll refuse to push back.

And it was coming soon. As uncaring as my conscience seems, this was one thing that it wouldn't allow to slide by with indifference.

It seemed like time was moving so slowly, so slowly as I laid there, completely falling apart on the inside and out.

I started to drift, wanting to escape my situation. But all I could see in my mind's eye was him...

Cliff...

...

Suddenly, I was startled awake by a knocking at the door. My head flew up as I looked back at the clock on top of the television, according to it, I'd been out for at least four hours. It sure as hell didn't seem like it.

I sat up, rubbing my eyes drowsily as I got up. Not even caring at this point that whoever it was would see me in something other than my sleek work attire.

Running a hand through my matted hair, I placed a hand on the doorknob, taking a break before opening it. Somehow, I knew who it would be.

"Hey!" Cliff said excitedly, pulling me into his arms, kissing my forehead, "How's my fiance this evening?"

I cringed, almost forgetting the most important mistake of the night before. "Good," I said meekly.

"Well, it's about to get even better," he said, shutting the door behind him and walking to the center of the living room. He was dressed like Cliff, meaning, baggy cargo pants and a sweatshirt.

"And how's that?" I asked, giving a sad smile.

He turned around, "Well, I...wait, why are you wearing your pj's?"

I looked down, shrugging, "Didn't feel like changing, I guess."

Cliff smiled, coming closer, "You know, you don't have to." He placed a hand on my chest momentarily, before it traveled downward, ensnaring my waist.

I bit my lip as he came closer, enveloping my waist in his arms. As he kissed me, I felt myself deepening the kiss more than I ever had before. Maybe because I knew, I knew that this moment was fleeting, that it would soon be just a memory. I could feel his surprise on his end, but he let me all the same.

And as we backed toward my bedroom, my hands gripped his hair with an iron grasp, as if I could physically force him to stay here with me, for as long as I wanted.

Relief throbbed through me, that he was here, with me. That I couldn't force him away, not yet. That he was here, for the time being.

Even though with each moment that passed, my heart broke into a thousand fragmented pieces.

...

A/N: Hey everyone! I had to listen to dozens of depressing and contemplative songs to get in the mood to write this, so I hope I got the mood exactly right. I hate hate HATE this part of the story though. But I assure EVERYONE that this story will not end like it did in the show. I'm not going to say if it's going to be happy or sad, because that's just spoiling it for everyone. But I would love if you would click that little review button and let know what you think so far! Thanks a bunch!!!!!!!!!!


	10. Vacant Dreams

I own nothing.

**Vacant Dreams**

Bascially, I was going out of my mind.

I was engaged. To a wonderful guy, who was so incredibly out of my league that I doubted he'd even look at me to begin with, let alone ask the one question that I never thought I'd be asked.

I smiled like an idiot as I laid in my bed, the covers tangled about me a few days after I'd found Marc sitting in his pajamas, eating carbs and sugar, and watching reality television.

Which, right away, should have been a red flag.

He had told me that first night, that he never watches basic cable, under any circumstances. It made him feel worthless that he himself wasn't adored for just breathing.

He didn't like feeling worthless, after a childhood of being told he was.

Marc was adamant about his stance as well, proudly stating he'd never faltered. Even with the invention of Project Runway to tempt him.

...

"If my escapades were televised, do you know how much I'd get paid?" Marc had said. "All those people complain about is lack of alcohol, which isn't a bad thing, don't get me wrong, but I would draw people in."

"With your natural charisma?" I mocked.

All he did was give a glare, and all I gave him was a smile.

...

The sun filtered through the haphazard blinds as I continued to smile at every memory that ran through my mind. From our first meeting all the way up to the Oreo and PJ event.

I honestly felt like I could shout from the rooftops about how inexplicably happy I was.

I brought my hand to face, and rubbed my freshly-shaved cheek, trying everything to shake off the feeling of drowsiness as I raised myself to a sitting postion, my mattress squeaking beneath me.

I'd had an exceptionally long night, the shoot for Vera Wang had run well past two a.m., the camera needed a lense replaced at nine, and the new Mode shoot coordinator had disappeared after midnight.

By that point, the models were no longer cooperating with the photographers, and Daniel had left the office.

By the time the entire fiasco was over, it was well past three a.m. by the time I called myself a cab, and mistakenly overpaid the driver by ten bucks, before stumbling blindly into my apartment and finally, falling into my soft plaid bed, completely exhausted.

I looked at my bedside clock, which read two p.m.

_Good God, _I thought to myself as I hoisted my legs over the side, my feet touching the cold hardwood floor.

Stretching my arms over my head, my shirt and sweatpants wrinkled beyond recogntion. I walked to the kitchen, and grabbed myself a bottle of juice from the fridge.

I fell into my couch lazily, and picked up the remote, my finger just about to press the POWER button, when I heard a noise.

It sounded like a muffled tingling of some sort.

Placing the remote on the table in front of me, I reached down deep into the cushion to find the source for a few minutes, before finally touching smoothness.

My cell phone.

The display read that I had one new voicemail, and I hoped to God it wasn't Daniel, saying I had to redo that ridiculous photoshoot.

The second thing I hoped to God it would be was Marc.

I flipped my phone open, switching it to speakerphone so I could hear it better.

"You have one new message." the automatic voice said. "Message one, left at 10:07 a.m."

There was nothing but silence for a few moments, then I heard a sigh.

"_Hey," _I heard Marc say, and my heart did a little flip._ "it's Marc. I was actually hoping to uh, catch you before you head out to the florist, I need to talk to you. It's, um, really important. Just come see me as soon as you can."_

There was another pause, did I hear him sniffling?

"_Please, Cliff." _Marc's voice cracked.

I gripped the phone in response as I listened to the silence that followed, with a single resounding sigh in the background.

"End of messages."

I was terrified. All the possibilities ran through my head, but I didn't allow myself to think of the very worst one.

The worst he could do to me.

...

I waited longer than I should have to go see him. I was too afraid of what news he had to tell me, what he was too afraid to tell _me _over the phone.

Pulling my coat tighter around me, I checked my watch again as I waited on the front steps of my apartment for my cab to arrive.

Six thirty-seven. Damnit, he was now twenty-two minutes late, a fact reinforced by the streetlights flickering to life on either side of the busy intersection.

My nerves were frayed beyond anything I'd ever experienced before, my heart felt like it was going eighty miles an hour inside my rib cage, and my thoughts were running rampant, needless to say.

_Maybe he wanted to suprise me_, I thought wishfully, _Maybe he's trying to catch me off-guard to do something ridiculously romantic._

I sighed, knowing that that's not what could remotely be the answer.

Finally, the guy showed up, slowing when the driver saw me perched on my stoop.

I got up, already feeling downtrodden as I opened the door, slid inside, and gave the fashionably late cabbie the address to Meade Publications.

...

I clenched and unclenched my fists as I rode the elevator up to Mode's floor, which gave me an extreme case of deja vu.

I tried to keep my breathing steady, and not try and draw attention to myself in front of the others who were crammed into the ridiculously small space.

The numerous models/assistants/bottomfeeders didn't ring a bell with me. Although there was Jenkins; a coworker who had the fidgeting and stuttering problem so badly that I had to stick him on camera repair. He was probably wondering why I was showing up to work on my day off, but that that point, I didn't really care.

Finally, to my extreme and utter relief, the elevator dinged on Mode's floor.

I swallowed before stepping out, knowing that as soon as I did I'd turn to my left, and there he'd be.

The mystery would then be over, I would have nothing to wishfully think about in ten minutes.

I took a deep breath, and turned.

Marc's back was to me, working on the picture layout for the next issue. He was wearing some tape-like green sweater, which I was sure was all the rage in the fashion world, but to me didn't suit him at all.

I noticed that his hands were slightly trembling, even from where I was standing.

I walked up to him slowly.

"Hey," I tried to sound as nonchalant as possible as I leaned on the table, facing him. "So, what did you want to tell me that was so important I had to rush over?" Did he catch my emphasis on rush?

Marc looked down, "Well," he sighed, "How do I say this?"

My stomach clenched.

"Uh, I crashed your car." he said reluctantly.

I stared, incredulous, "Oh. God!" I laughed nervously, "I thought it was something, _way _worse." I motioned with my hand.

I was so relieved that it wasn't what I thought it was, that I didn't even care about the car I'd just gotten repaired. I sighed again, content with the answer.

Suddenly, though, Marc's timid laugh died away, and his face looked pained as his eyes closed.

"Actually," he continued, "there...is something else."

I looked at him, confused. What else could he possibly have to tell me?

He pushed out a stool with an immaculately polished shoe, "You better sit down." Marc said as he sat on the other.

I obliged, and as I did, Marc touched my arm, almost reluctantly.

My stomach clenched again, harder and with more force this time, as he opnened his mouth to speak.

"I...I think you deserve to hear this, to know what kind of person I truly am."

I smiled nervously, grasping his hand, "I _already_ know what kind of person you truly are, Marc. And I love you."

Marc swallowed, shaking his head, "Please, please don't say that."

I just sat there, frozen, my hand still intertwined with his.

He sighed, rubbing his forehead, "Do you remember that day when you were so mad at me for avoiding you after you asked me to move in?"

I nodded.

"Well, I was so freaked out that you weren't picking up your phone, or calling me back, that I thought we were done for good. It was then I realized how much you meant to me, and that terrified me."

"You don't think it terrifies me too, Marc? This is a huge step, this is-"

Marc waved his hand, "-not what I'm talking about. At least, not exactly.

I closed my mouth, motioning for him to continue.

Marc looked as his lap, fiddling with my fingers, "I went to Betty's party that night, and I was so scared that I'd lost you, that I had fucked up so badly, that....that....I needed to..." He trailed off, his voice cracking.

"Needed to do what, Marc? I promise, you can tell me." I said, running my thumb over his knuckles.

"I...I needed to...prove to myself..."

And that was it, I froze. "Marc." I said sternly.

He looked up at me, and the expression in his big puppy-dog eyes almost made me want to not speak the next sentence. Made me want to hold him close to me, only for as much as time would allow.

"What...did you do?" my voice cracked, giving me away.

Marc furrowed his brow guiltily. "Th-there was this guy, at the party. I-I needed to prove-"

"That you could still get some?" I blurted out, angrily.

He looked at me then, his eyes looking into mine. "That I didn't want you, that I didn't need you."

My anger began rising at rapid speed.

Sighing again, he continued, "But it proved nothing, Cliff. He didn't mean anything to me, I don't even remember him. All I could think about, was that I still want you, and most of all, I need you."

I laughed, throwing his hand back into his lap, "Well, I don't want you, and I sure as hell don't need you!" I stood up, nearly knocking over the stool behind me.

"Cliff!" Marc pleaded, placing a hand on my shoulder, "I'm-I'm sorry."

I shrugged off his hand, unable to say anymore as I turned around, tears filling my eyes as I ran a hand through my hair.

I begin walking the longest walk of my life, back to the elevator.

And this time, he didn't follow me.

...

A/N: Hello readers! I apologize for abandoning this story, I've just been extremely busy, but all is well. And the newest chapter is here. I repeat, NOT THE END. I love this couple too much to leave off where the show did. Anyway, I hope you all review, because I love those! :)


	11. Mode After Hours

I own nothing.

**Mode After Hours**

I cursed inwardly, trying to will myself to move, to call after him, to do _something_.

But I didn't, I just couldn't. The full humiliation of the act I'd done had hit me full force, rendering me paralyzed in both body and mind.

The sick thing was, I wasn't expecting he'd leave. I thought he'd be furious, and hurt, but I didn't actually think he'd go. Maybe it was because of my stupid pride, that for once I didn't think of the fact that I wouldn't be the one doing the leaving.

That it was me who was being left behind.

My hands were still cemented to my lap, partially opened from when I'd tried to touch him, and he'd thrown them back with force. I swallowed, and my fingers curled over my palms as I slowly stood up.

Empty.

Even in my twisted version of reality, I knew I was no longer the fabulous person I'd once percieved that I was.

I'd fallen so far down in my own ranks, that I realized that I'd been there all along.

All the so-called "accomplisments" I'd achieved were no longer wins in my view. They were just...meaningless. I saw every guy I'd ever used, each one more beautiful than the last, but I viewed them as cardboard cutouts. They weren't thought about with happiness and a smug smile, but with an anxious persona and a blush tinged with the highest regret.

Then there was Cliff.

He appeared in my mind's eye, so real as if he'd been standing in front of me. He didn't look like the others, no question. He was scruffy, soft, and smiling. He was...real.

And in that moment, I realized that he was the realest thing I'd ever known in my life.

...

_Four months later_

...

I was just heading out of Willy's office after a very trying day, when I saw Amanda still at her desk.

"Oh, Marc!" she said, picking up a white box as she did so, "Mail for your master."

I inspected it carefully, it wasn't the first time some hard-up model had tried to sneak in a resume or two, each one depicting their numerous skills in...wearing clothes and walking.

"Package for Wilehmenia without a return address?" I asked suspiciously. "Mysterious. Well, she won't mind if I open it as her assistant."

I peeled back the tape as I tore into the box. Amanda watched expectantly, as I emerged with a pair of black boxing gloves.

We both stared in unison at them, confused more than anything. I spotted a card lying on the desk.

"Ah!" I said, "It's a gift...from Conner."

Mandy gasped as I continued on, "'To my fellow fighter.'" I picked up the gloves again. "Weird."

"Do we call the police or bring it to Wilehmenia?" my blonde friend asked.

I scoffed, "Oh, Amanda, simple simple Amanda. A gift from the ex-lover who jilted Wilehmenia and stole all her money, and left her alone to raise her child on a seven-figure salary? No no no no no no. Might put her in a _mood_. Let's not wake that sleeping dragon."

Amanda leaned in closer, "Then let's add it to the 'Me Pile'!"

I hugged the gloves to my chest, "What are you talking about?" I asked, immediately interested.

Mandy smirked as she bent under the desk, rummaging around until finally she stood, holding an array of neatly stacked packages.

Placing them on the desk, she motioned to all of them, "The Me-Pile." she said, matter-of-factly. "Now, sometimes packages get lost in the mail, and _sometimes_ packages get lost in the Me-Pile. And whenever I'm feeling down and need a little pick-me-up, I just open up all my presents!"

"Oh my God," I gasped.

Amanda smirked, "It's _just _like Christmas morning. I'm a genius."

I nodded, "You _are_."

...

Two hours later Mandy and I sat beside an old Alexander McQueen evening gown (that we had decorated with old Christmas lights in order to complete the mood) and were in the midst of opening up our "presents".

It really was like Christmas morning.

We laughed as we opened up package after package, until finally there was only one more left.

"Okay, last package! This one is to..._Marc St. James_?" I glared at her, then looked back down. "...from Cliff St. Paul?"

I felt my heart stop for a moment, "Mandy! Why wouldn't you tell me that I got a package from Cliff?"

She rolled her eyes, "Marc, he's your ex, get over it."

Before I could stop myself, I was already pulling open the box, completely ignoring what the sticky reisdue from the tape would do to my nails. When I found what was inside, I gasped.

I held the object up, "Oh my God, this was Cliff's girdle." I sighed in spite of myself. Did Mandy hear? My hands fell to my lap in defeat. "I got him this so he wouldn't look so fat in public. Him sending it back is like denying we were never together."

Amanda grabbed it out of my hands, pinching it with her index finger and thumb, "Okay, _ this _is why I didn't give it to you! I didn't want you to feel this way!" She stated, throwing the object off to the side.

Ironic, I know.

"I suppose I really messed all of that up," I groaned as I laid my head down on Amanda's lap, "what if he was my soulmate?"

Stupid thing to say, as both Mandy and I were soulmates. That's what we always told each other.

Amanda stroked my hair tenderly, saying something more. But I couldn't listen, my ears weren't tuned in, as much as I loved her. All I could think of...was him.

It was bizarre, but it finally hit me. We were over.

All this time, I'd been denying it. Thinking that he'd see my side eventually, and come back. I guess in my deluded state I hadn't noticed just how much time had gone by.

I sat up, looking at Amanda. "I think I'm gonna go home, Mandy. I just...I need..."

She smiled, "Marc, I understand." She placed a hand on my arm, her bracelets jingling with the movement. "And for what it's worth, I am sorry. For keeping this from you."

I smiled in response, "You were trying to protect me, it was totally understandable."

We said our goodbyes, and I headed to the elevator. When I arrived, I changed my mind, deciding to take the stairs. It would give me more time to think.

...

I didn't know how long I'd been tackling the stairs, and I cursed myself the entire way for not realizing just how high up Mode was in the entire Meade building.

Suddenly, I came face-to-face with a door.

The title knocked the wind out of me: **Photography Studio and Shoot Management.**

My chest constricted. After what had happened, Cliff had vanished off the end of the Earth. I'd heard he had taken a job over at Elle for a few months, but I couldn't help myself from having the reaction I did.

Before all these months, I could have gone to see him. To try to persuade him to stay, to try to make him see that I wanted him. As much as I didn't want to admit it, he was the one thing in the world I couldn't forget about.

I looked back at the stairs below, then back at the door. I had a choice to make, and somehow I sensed that the rest of my life centered on this one moment. The pivotal choice between two seemingly unimportant objects.

But to me, it was what lay beyond those objects. Behind one was a possibility, the other, a certainty of lonliness.

I swallowed, and tried the doorknob.

The door opened silently, easily. I didn't know what exactly I was expecting to find, as the studio was empty at this time of night.

I gazed at all the empty desks, the lights shut down for the night. Suddenly, a single light in the corner caught my eye.

It illuminated the desk it was perched upon, like a beacon.

Cliff's old desk.

I timidly approached it, which was ridiculous, considering he hadn't been here in...months. Still though, I couldn't help myself from imagining.

I started when I saw the name plate. "Cliff St. Paul?" I whispered. He was _back_? My hands were bracing myself against the oak panels, and I yanked them back in surprise, sending papers fluttering to the ground.

Looking down at the mess, I sighed, bending over to pick them back up. In the mess, a manilla folder had spilled its contents.

It looked to be an array of photos, and I shuffled them back inside, until I came to one where I was looking back.

I narrowed my eyes in confusion as I lifted the photo to my face.

Sure enough, it was the picture of us. Some six months ago, Cliff had insisted on taking a picture at Willy's failed wedding to Bradford Meade.

"Hey, I don't get pretty all the time," he'd said. "Believe me, you'll want a picture to document this rare occurrence."

It was a terrible picture, the bastard thought it'd be funny to tickle me mid-flash, and my mouth was wide open in laughter. Cliff of course was grinning that infuriatingly cute smile behind me, his arms around my waist.

I had a copy too, it was in my wallet, behind my Gucci Membership card. But no one knew that.

Like my copy, this one was worn out. It had been creased and re-creased, white starting to invade the crevices.

Suddenly, I heard a door slam and the shuffle of footsteps.

Realizing I couldn't leave without attracting attention, I quickly stuffed the photo back in its place, and ran behind a flap of the giant tarp hanging opposite Cliff's desk.

Shrouded by darkness, I saw a form emerge from the bathroom.

Cliff.

I held my breath, and waited.

...

A/N: Hey everyone! I realized how long it's been since I've updated, and I just needed to write as soon as possible. Sorry if this sounds a little awkward, because I wrote this when I was half-asleep, as I have no other time to write than late at night, haha. Anyway, this story is getting to its final stages, so look for an ending in the near future! Reviews are much appreciated, thank you so much! :)


	12. Doubt

To see disclaimer, see chapter one.

**Doubt**

I rubbed my face as I walked back to my desk. I'd stayed much later than I'd anticipated, as I was preparing for a considerably large photoshoot with Lady Gaga in two days, and finding the right angle and theme for all her accessories and props was no small chore.

It was still so...bizarre, coming back. Sitting down in my old worn out chair, I let the events of the last few months wash over me. Each time the wave of pain got less and less severe, to when finally it was just a faint dull ache in my heart.

I'd only worked at Elle for a month or so, it just didn't hold the same appeal for me as Mode did. However, I didn't rush back, with extremely good reason.

...

I'd taken a few months off, and one day I took a taxi to the airport, planning to take a vacation in Miami, and walked up to the departures. It was then that I made a split decision to let fate guide me.

I closed my eyes, and pointed. I took a deep breath, fully expecting to find the location of Kiev or Greenland awaiting under my finger.

When I opened my eyes, the destination read simply Pella, Iowa.

Which would have been a relief, had it not been for one important detail.

That was where I grew up.

It was a fairly conservative town, not in the political sense, just in the traditional sense. Where homosexuality wasn't exactly treated with open-mindedness.

I mean, I didn't have nearly as rough of a childhood as some closeted kids had, mostly because I could hide it well. My family supported me, my mother and my younger sister. My father too, suprisingly, though he took longer. They were the first ones I'd told.

I just hadn't talked to them in about a year, I just didn't think it was necessary to rub my lifestyle in their faces. I knew it was difficult for them, I didn't feel the need to make it worse.

I sighed, and before I knew it, I was on a plane. Heading home.

What I didn't expect was to be recieved with such enthusiasm. My mom cried, my dad laughed and hugged me, and Winnie tried to encircle me in a big bear hug, which she couldn't really accomplish with her small twenty-two year-old frame. So I hugged her, lifting her up in the proccess.

"We've missed you," my mom had said.

"Yeah, douche, why didn't you call your only sister when she graduated from college?" Winnie chided before Mom pinched her for her language, like she'd always done.

I gave the normal excuses: busy, a lot of work, didn't have the time.

It was really because I was scared that I would be reverted back to that state of that uncertainty and momentary dislike by my family, because back then, I knew that they would have preferred a straight son.

I knew better now of course, that I was their son, they loved me unconditionally. Winnie was slightly disappointed when I told her eight years ago.

"Why can't you be like the guys on Queer Eye? Cliffy, it would be so _nice _if you could be my shopping buddy. But you have no fashion sense whatsoever, you're like a straight man."

...Winnie was always the loud, and for lack of a better word, _feisty_ one of the family.

I'd stayed there for about three weeks, at my family's urging. It was a good vacation, I completely forgot about Mode and Marc and everything that it involved.

For the most part.

Everytime I heard the word beauty, or saw cashmere, I thought of him. In all forms. Laughing, apologetic, angry, focused.

One day, in my last week in Pella, I ran into Nicholas Cammarari.

Nick had been a friend growing up, we'd been on the same soccer teams, same Boy Scout groups, yada yada yada. When we got into high school, we worked on a project for Sociology together our senior year and spent numerous weekends together at our houses. We talked, bared our souls, and connected. Things went from there, and we dated secretly for a few months. The ending had been mutual, and college was calling us to opposite sides of the country.

The breakup had been easier than I expected, as I'd been in love with him. Before him, there were only vague inclinations, but with him it cemented the fact of just who I was. However, it was okay with me, letting him go. He brought a lot of things to me, it just didn't seem right to dislike him.

We didn't look too different than we had almost a decade ago. I still was a doughboy of the fuzzy variety, and Nick was still the tall and intimidating jock look-a-like. We greeted each other with a hug, and went to a nearby diner for a cup of coffee to catch up.

"So, how have you been?" I asked.

Nick smiled, his five-o'clock shadow framing his round chin. "Good, I actually got married three years ago."

I nodded as I looked at the gold ring on his finger, gesturing for him to go on, and trying to ignore the dull ache in my chest.

"His name's Jonathan, and he's the complete opposite of me, but it's been fantastic overall. We actually just adopted a little girl, her name's Evie." He shifted his weight in the booth.

I smiled, "What do you mean, the complete opposite?"

He sipped his coffee before answering, "Oh, you know, he's more fashion oriented and is into more of a gorgeous, manicured model type."

"Then why'd he marry you?" I chided.

Nick laughed, "Good question, I asked him that once. He said I was different, and that I wasn't two-dimensional like most of the men he dated. Don't get me wrong though, it wasn't easy after that."

"What do you mean?"

"Well," Nick bit his lip, "he actually cheated on me after we started dating."

I was floored. The similarity was astonishing to my current situation.

I swallowed, trying to keep my voice level, "So what did you do?"

"Oh, I was hurt. Extremely. He said the man wasn't important, he didn't care about him, he was just insecure. I didn't speak to him for months."

I nodded, "And then what?"

He placed his chin in his hand thoughtfully, as if he was remebering an occurence he was fond of, not the fall of a relationship. "I realized he was the one I wanted to be with. The one I needed. I wanted to work through whatever it was that had caused it, with him. I didn't care about stupid pride any longer, you know? What's the point in being unhappy when happiness is within your reach? So, I reached."

"And look where you are." I said softly.

Nick smiled, "And look where I am."

I smiled weakly in response. Knowing that my coming here did in fact have a purpose.

That evening, I was on the phone with Mode, and that night, I was on a plane to New York.

...

And so I sat in the abandoned studio, pondering the events that lead to this moment.

I sighed, and opened the manilla folder on my desk. The picture of Marc and I stared back. I'd spent the entire flight concious of its presence in my pocket, reaching my fingers in to graze its edges occasionally, just to know it was there

For the first time, I felt nervousness as to why I came back, and the urge to stay where I was. To be the unattainable one for once.

I leaned back, holding the picture above me. I smoothed the creases, then the shapes of us, then just Marc.

I looked around, feeling the silence reverberate in every object around me. Knowing I was alone, I figured I might as well say the truth now. I got up, stretching my tired legs as I walked around the length of the studio, rehearsing it in my mind as if he'd really hear it.

When I reached the blue tarp hanging opposite my desk, I took a deep breath, and began to speak.

"Marc," I said, "I love you. Still. And that scares me."

I paused, and heard nothing, then turned and walked to the other side, "It scares me, because I know that you can still hurt me. Even beyond what you've already done, which I still have trouble getting over. You can hurt me beyond all point of breaking. Yet, after all that, I know I'll still want you back."

I laughed, "I came back for you. Because I miss your laugh, I miss how you never think you're attractive enough, and I miss that you lie constantly about everything, just to make people feel better. Whether it's you, or others. Which still makes me wonder, if I was truly any different than those who you lied to. And maybe I'll never know. Whether or not it works, I'm just glad I was able to say all the things I needed to say to you, because I know you'll never hear them."

I bit my lip, building to the absolute truth of my entire speech, "I still believe that if you were sincere about what you said, you're capable of loving me."

Silence. The same reply I would have expected should I have said that to his face.

I sighed, folding the picture and placing it in my pocket as I went to my desk, turning off the light.

I walked the length of the tarp to the exit, my fingers trailing along it lightly. It was so strange, it was almost as if I could feel him there, in that building, in that room.

I shrugged it off as I arrived at the door. Opening it, I turned one last time, gazing across the shapes hidden by darkness.

"A heart that hurts, is a heart that works." I said softly, believing every word.

I opened the door, and went out.

Just another late night at the office.

...

A/N: Hey readers! Not the end, of course. Anyway, again, sorry if this seems awkward, as I'm still suffering from jet lag from my absolutely fanastic spring vacation. Oh, and thanks to everyone who reviewed when I was gone, it was such a nice treat to come back to :) I do plan to use that line that Marc said to Justin about a kiss eventually, but I cannot for the life of me find it, so if anyone knows it and would like to give it to me that would be fanatastic! So, just let me know what you think and review! Thank you! :)


	13. Cliffhanger

To see disclaimer, see chapter one.

**Cliffhanger**

I stood behind the tarp for what felt like hours, completely dumbstruck. You always imagined to be the lucky one, overhearing some declaration of love that you wouldn't have heard otherwise. Now I know why most people viewed that as a horrible incident.

He said...he said he would never say this to me in person. Why?

I'm just lying to myself, I know full well the reason why. The ball's, or balls (so to speak), are in my court. I knew very well that if you were the one that lost, you can't go and declare a win. Believe me, because I'm the one who normally lost. The only difference now is that I actually cared enough to try.

Or did I?

Did I really want to spend the rest of my possible days with him trying to make it up to him? Did I even have the energy?

I swallowed before tentatively pushing aside the tarp, wincing when it made a noise, and walking out the door.

...

For the next few days, I did nothing. Absolutely nothing. Aside from the basics: hair curling, teeth brushing, and FashionTV tivo-ing.

Big surprise.

Once again, I just couldn't do what logical people expected. Logically, I would go straight to Cliff, tell him I'd heard him, tell him that I was sorry just...just one more time. Tell him that he could tell me again and again that he wouldn't accept it, but that I knew the truth.

I could just reply, "A heart that hurts, is a heart that works."

Once. Once is all I needed.

But I couldn't do it. Each time I admitted it to myself, my heart hurt more and more. God, that sounds so Suarez-chic it's ridiculous. It's not like Betty had to know that or anything, the last thing I wanted to hear about was Henry or Gio or Paco or Guiterriaz. This is on my own, I didn't need her help, or anyone's for that matter.

Eventually after all this self-musing and pity fiestas I was throwing, I managed to make it to work and suffer through more Mode tediousness.

Not that you heard that from me, it's the one thing I'd never admit out loud but think all the time. Like how Mode in fact was a stepping stone for me, not a career.

Like I said, I don't admit many things easily.

I was working on the layout for the next issue to tidy it up for Wilhemina's cat eyes when I heard a voice.

"Oh good, you're still here."

I turned, and saw Betty's nephew Justin coming toward me. And may I add, looking fabulous in a gray jacket over a black sweater and scarf. If I didn't know better, I'd say it was Dolce. 75% off, of course.

"Hey you," I replied, surprised.

"Sorry to bother," Justin flipped his hand nonchalantly, "I know you probably have some big fabulous date or something."

I laughed, "Oh, you're so sweet," my smile fell, "but no. And you've made me sad."

An awkward silence ensued. _Keep it together Marc, for Barbara's sake._

"What's up?" I asked, as if nothing had happened.

Justin pulled a flyer out of his, once again fabulous, bag. "My acting class is doing a scene night for family and friends, and I wanted to invite you."

I cringed, hopefully not noticeably, before taking it. "Oh, a night of scenes...performed by teenagers...how fun. Uh, how many scenes are there?"

"Twelve." _Oh God, kill me now._

"And...what number are you in the order?"

"Ten."

I sighed inwardly. "Are any of these kids famous?"

Justin pursed his lips, "Well, one girl did a PSA for lead paint when she was four. She had to chew a windowsill."

"...oh."

"It's uh...Lily, the girl that I like."

Ah yes, Justin and his first misguided crush. Now, I don't want to sound like I'm being judgmental or anything, because in this case I actually am an expert. Of course there's varying degrees of gay and straight, and to just assume that someone is one way because of how they act is a huge mistake.

However, in this case I know that I'm correct. Why? Justin is exactly who I was at fifteen. Even down to the fashion choices. The 70's are making a comeback...I mean, 80's. Of course.

"Oh...so that's...still happening?" I asked, hopefully he didn't think I was insinuating, because once again, I know what that can lead to.

"Yeah, it's great. Actually, my friend Austin likes her too." Did I imagine his voice changed when he said Austin?

"Oh...okay, so you both," I motioned back and forth with my hands, "like her?"

He nodded, "Mhmm."

I pursed my lips, "Well, count me in. I love drama." I laughed as Justin gave me a suspicious look. "And, theater."

...

In the past month, I'd actually relocated to a smaller yet sensible apartment building. It just happened to be across the hall from Betty Suarez.

I know, I know. Not quite so becoming. But she was an editor now, for some reason. Even with me, that counts for something.

Justin asked if he could go with me to the God-awful scene night for his acting class, one reason because he didn't want to make an entrance with his mother:

"On tonight of all nights, I need to appear somewhat professional." he'd said.

The other reason, although not stated, was most likely because he wanted to make sure I actually went. Part of me was actually disappointed. How could a fifteen year-old have no faith in me?

Anyway, I'd spent the better part of an hour trying to make my hair do something resembling decent, until finally I'd just given up.

"Okay," I said as I walked out, "this hair isn't getting any better. Let's just go."

I was on my way out the door when I realized Justin wasn't following. I turned to find him sitting down at my kitchen table.

"What's wrong?" I asked, shutting the door. "Why are we sitting?"

Justin sighed, "I'm freaking out." He looked down at his hands, "I have to kiss Lily in our scene tonight."

I nodded and set my keys down on the table, "Oh...you HAVE to kiss Lily? I thought you liked this girl, right? Isn't this a good thing?"

"Yeah!" Justin exclaimed, a bit too early. "We've just...never rehearsed it, and our first kiss is going to be on stage. What if she thinks that I'm...bad?"

I sighed, "Okay. Well, when you think about it, you're in a pretty good place. You actually like the girl you have to kiss," I laughed, attempting to lighten the mood. '

"So, " I continued, feeling my heart constrict and my eyes mist over with entirely too vivid memories, "just...let your feelings take over. And you won't be bad."

I smiled sadly, knowing the harsh truth of my words, "If you kiss someone with feeling...they know it, and you know it. It's like...it's like everything else goes gray. And...you're the only two people left in the whole world."

Justin nodded, smiling, "Thanks. I feel better now."

I pursed my lips, feeling close to tears, "Good, I've never felt more alone."

Another awkward silence, "Off we go!" I continued, and with a flourish we were out the door.

...

After the scene night, I negated calling the company car and instead walked the streets of New York. The good ones anyway.

My own words rang again and again in my ears as the colors of Times Square swirled around me, much too bright and colorful for tonight.

I tried to remember back to those days, when coming out of the closet is the most terrifying goal. That time was also the best. It was when I started to realize _exactly_ who I was. What I wanted out of life.

At fifteen, sixteen, seventeen, the world seems so new and inviting, filled with so many niches and communities just waiting to accept you moreso than the one you're in currently.

That first blush, first kiss, first notion of actually being happy.

So why, why did I abandon that? Am I still that fifteen year-old boy inside, shying away from anything resembling adult realizations?

Why am I acting like this is some huge realization anyway? Haven't I been acknowledging it, no, _reveling _in it since the age of eighteen?

I sat down on a bench, weak-kneed.

_Fuck._

That was it. By God I'm a teenager.

I put my head in my hands as each moment Cliff and I shared sped by me, blindingly fast and too quick for me to think about my plan of action.

I stood up and began walking. I still knew the way.

I smiled, for every logical person out there.

...

A/N: Hello readers! I hope you all haven't forgotten me over here. I am such a terrible fanfic writer, and I am so sorry that it's been six or so months since I've updated, I've just been busy with work and college stuff and then my computer crashed, and...ugh. However, I am so excited that I finally got a chance to update this lovely Marc and Cliff story, since for Christmas I got all four seasons of Ugly Betty, and I realized how long it's been. The last chapter is going to be soon, I promise. Let me know what you think :)


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